Federal Register / Vol. 71, No. 186 / Tuesday, September 26, 2006 / Notices 56201 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(3)(A)(iii). 

4 17 CFR 240.19b–4(f)(6). 

5See Securities Exchange Act Release No. 53516 

(Mar. 20, 2006), 71 FR 15232 (Mar. 27, 2006) 

(Notice of Filing and Immediate Effectiveness of 

SR–BSE–2006–14). 

6See Securities Exchange Act Release No. 53357 

(Feb. 23, 2006), 71 FR 10730 (March 2, 2006) 

(Notice of Filing of SR–BSE–2005–52). 

7See Securities Exchange Act Release No. 54082 

(June 30, 2006), 71 FR 38913 (July 10, 2006) (Notice 

of Filing and Immediate Effectiveness of SR–BSE–

2006–29). 

8 In the event that the issue of anonymity in the 

Directed Order process is not resolved by January 

Continued 

such change is in the best interests of 

the Fund and its shareholders and does 

not involve a conflict of interest from 

which the Adviser or the Affiliated 

Subadviser derives an inappropriate 

advantage. 

7. Whenever a Subadviser is hired or 

terminated, the Adviser will provide the 

Board with information showing the 

expected impact on the profitability of 

the Adviser. 

8. The Adviser will provide general 

management services to each Fund, 

including overall supervisory 

responsibility for the general 

management and investment of the 

Fund’s assets, and, subject to review 

and approval of the Board, will: (a) Set 

each Fund’s overall investment 

strategies, (b) evaluate, select and 

recommend Subadvisers to manage all 

or a part of a Fund’s assets, (c) allocate 

and, when appropriate, reallocate a 

Fund’s assets among one or more 

Subadvisers; (d) monitor and evaluate 

the performance of Subadvisers; and (e) 

implement procedures reasonably 

designed to ensure that the Subadvisers 

comply with the relevant Fund’s 

investment objective, policies and 

restrictions. 

9. No trustee or officer of the Trust or 

a Fund, or director or officer of the 

Adviser, will own, directly or indirectly 

(other than through a pooled investment 

vehicle that is not controlled by such 

person), any interest in a Subadviser, 

except for: (a) Ownership of interests in 

the Adviser or any entity that controls, 

is controlled by, or is under common 

control with the Adviser, or (b) 

ownership of less than 1% of the 

outstanding securities of any class of 

equity or debt of any publicly traded 

company that is either a Subadviser or 

an entity that controls, is controlled by 

or is under common control with a 

Subadviser. 

10. Each Fund will disclose in its 

registration statement the Aggregate Fee 

Disclosure. 

11. The requested order will expire on 

the effective date of rule 15a–5 under 

the Act, if adopted. 

12. Independent legal counsel, as 

defined in rule 0–1(a)(6) under the Act, 

will be engaged to represent the 

Independent Trustees. The selection of 

such counsel will be within the 

discretion of the then-existing 

Independent Trustees. 

13. The Adviser will provide the 

Board, no less frequently than quarterly, 

with information about the profitability 

of the Adviser on a per-Fund basis. The 

information will reflect the impact on 

profitability of the hiring or termination 

of any Subadviser during the applicable 

quarter. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Nancy M. Morris, 

Secretary. 

[FR Doc. E6–15709 Filed 9–25–06; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–54469; File No. SR–BSE–

2006–38] 

Self-Regulatory Organizations; Boston 

Stock Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change To Extend the 

Effective Date of the Previously 

Approved Rule Relating to Information 

Contained in a Directed Order 

September 19, 2006. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on 

September 11, 2006, the Boston Stock 

Exchange, Inc. (‘‘BSE’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the Exchange. The 

Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change 

pursuant to Section 19(b)(3)(A)(iii) of 

the Act 3 and Rule 19b–4(f)(6) 

thereunder.4 The Commission is 

publishing this notice to solicit 

comments on the proposed rule from 

interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The BSE proposes to extend the 

effective date of the Exchange’s Directed 

Order process on the Boston Options 

Exchange (‘‘BOX’’) from September 30, 

2006 to January 31, 2007. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

BSE included statements concerning the 

purpose of, and basis for, the proposed 

rule change and discussed any 

comments it received on the proposed 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. The BSE has prepared 

summaries, set forth in Sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

On March 20, 2006, the BSE proposed 

an amendment to its rules governing its 

Directed Order process on the BOX.5

The rules were amended to clearly state 

that the BOX Trading Host identifies to 

an Executing Participant (‘‘EP’’) the 

identity of the firm entering a Directed 

Order. The amended rule was to be 

effective until June 30, 2006, while the 

Commission considered a 

corresponding Exchange proposal 6 to 

amend its rules to permit EPs to choose 

the firms from whom they will accept 

Directed Orders, while providing 

complete anonymity of the firm entering 

a Directed Order. 

On June 30, 2006, the Exchange 

proposed extending the effective date of 

the rule governing its Directed Order 

process on the BOX from June 30, 2006 

to September 30, 2006 7 while the 

Commission continued to consider the 

corresponding Exchange proposal to 

amend its rules to permit EPs to choose 

the firms from whom they would accept 

Directed Orders, while providing 

complete anonymity of the firm entering 

a Directed Order. 

The Exchange now proposes another 

extension of the effective date of the 

amended rule governing its Directed 

Order process on BOX from September 

30, 2006 to January 31, 2007. In the 

event the Commission reaches a 

decision with respect to the 

corresponding Exchange proposal to 

amend its rules before January 31, 2007, 

the amended rule governing the 

Exchange’s Directed Order process on 

the BOX will cease to be effective at the 

time of that decision. 

This filing proposes to extend the 

effective date of the approved amended 

rule governing the Exchange’s Directed 

Order process on the BOX from 

September 30, 2006 to January 31, 

2007.8


pwalker on PRODPC60 with NOTICES
56202 Federal Register / Vol. 71, No. 186 / Tuesday, September 26, 2006 / Notices 

31, 2007, the Exchange intends to submit another 

filing under Rule 19b–4(f)(6) extending this rule 

and system process. 

9 15 U.S.C. 78f(b). 

10 15 U.S.C. 78f(b)(5). 

11 15 U.S.C. 78s(b)(3)(A). 

12 17 CFR 240.19b–4(f)(6). 

13 17 CFR 240.19b–4(f)(6)(iii). 

14For purposes only of waiving the 30-day 

operative period for this proposal, the Commission 

has considered the proposed rule’s impact on 

efficiency, competition, and capital formation. 15 

U.S.C. 78c(f). 15 17 CFR 200.30–3(a)(12). 

2. Statutory Basis 

The amended rule is designed to 

clarify the information contained in a 

Directed Order. This proposed rule 

filing seeks to extend the amended 

rule’s effectiveness from September 30, 

2006 to January 31, 2007. This extension 

will afford the Commission the 

necessary time to consider the 

Exchange’s corresponding proposal to 

amend its rule to permit EPs to choose 

the firms from whom they will accept 

Directed Orders while providing 

complete anonymity of the firm entering 

a Directed Order. Accordingly, the 

Exchange believes that the proposal is 

consistent with the requirements of 

Section 6(b) of the Act,9 in general, and 

Section 6(b)(5) of the Act,10 in 

particular, in that it is designed to foster 

cooperation and coordination with 

persons engaged in regulating, clearing, 

settling, processing information with 

respect to, and facilitating transaction in 

securities, to remove impediments to 

and perfect the mechanism for a free 

and open market and a national market 

system, and, in general, to protect 

investors and the public interest. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has neither solicited 

nor received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing rule does not (i) 

significantly affect the protection of 

investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

for 30 days from the date on which it 

was filed, or such shorter time as the 

Commission may designate if consistent 

with the protection of investors and the 

public interest, provided that the 

Exchange has given the Commission 

written notice of its intent to file the 

proposed rule change prior to the date 

of filing of the proposed rule change or 

such shorter time as designated by the 

Commission, the proposed rule change 

has become effective pursuant to 

Section 19(b)(3)(A) of the Act 11 and 

Rule 19b–4(f)(6) thereunder.12

At any time within 60 days of the 

filing of such proposed rule change, the 

Commission may summarily abrogate 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. 

Under Rule 19b–4(f)(6)(iii) of the 

Act,13 the proposal does not become 

operative for 30 days after the date of its 

filing, or such shorter time as the 

Commission may designate if consistent 

with the protection of investors and the 

public interest. The Exchange has 

requested that the Commission waive 

the five day pre-filing requirement and 

the 30-day operative delay, which 

would make the rule change effective 

and operative upon filing. The 

Commission, consistent with the 

protection of investors and the public 

interest, has determined to waive the 

five day pre-filing requirement and the 

30-day operative delay because such 

waiver would continue to conform the 

BOX rules with BOX’s current practice 

and clarify that Directed Orders on BOX 

are not anonymous.14 Accordingly, the 

Commission designates the proposed 

rule change effective and operative 

upon filing with the Commission. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an e-mail to rulecomments@sec.gov. Please include File 

Number SR–BSE–2006–38 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Nancy M. Morris, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–BSE–2006–38. This file 

number should be included on the 

subject line if e-mail is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for inspection and copying in 

the Commission’s Public Reference 

Section, 100 F Street, NE., Washington, 

DC 20549. Copies of such filing also will 

be available for inspection and copying 

at the principal office of the BSE. All 

comments received will be posted 

without change; the Commission does 

not edit personal identifying 

information from submissions. You 

should submit only information that 

you wish to make available publicly. All 

submissions should refer to File 

Number SR–BSE–2006–38 and should 

be submitted on or before October 17, 

2006. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.15

Nancy M. Morris, 

Secretary. 

[FR Doc. 06–8244 Filed 9–25–06; 8:45 am] 

BILLING CODE 8010–01–U 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–54471; File No. SR–NASD–

2006–081] 

Self-Regulatory Organizations; 

National Association of Securities 

Dealers, Inc.; Order Approving 

Proposed Rule Change To Adopt New 

NASD Rule 5150 Relating to TradeThroughs 

September 19, 2006. 

On July 11, 2006, the National 

Association of Securities Dealers, Inc. 

(‘‘NASD’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’), 

pursuant to Section 19(b)(1) of the 


pwalker on PRODPC60 with NOTICES